Exhibit 99.1
Timios Holdings Corp.
Consolidated Financial Information as of and for the Years
Ended December 31, 2022, 2021 and 2020
Statement of Operations
(Unaudited)
| | Years Ended December 31, | |
| | 2020 | | | 2021 | | | 2022 | |
Revenues | | | | | | | | | | | | |
Title revenue, net | | | 40,146,613 | | | | 33,892,207 | | | | 16,029,524 | |
Closing revenue | | | 35,750,578 | | | | 36,746,084 | | | | 15,255,240 | |
Appraisal revenue | | | 4,247,375 | | | | 3,334,431 | | | | 938,149 | |
Total revenues | | | 80,144,566 | | | | 73,972,722 | | | | 32,222,912 | |
| | | | | | | | | | | | |
Operating Expenses | | | | | | | | | | | | |
Agent expenses | | | 32,585,974 | | | | 24,953,569 | | | | 12,277,071 | |
Personnel costs | | | 30,162,412 | | | | 33,831,361 | | | | 21,564,795 | |
Other operating expenses | | | 4,861,415 | | | | 6,293,155 | | | | 5,661,277 | |
Sales and marketing | | | 717,991 | | | | 891,762 | | | | 729,399 | |
Depreciation and amortization | | | 258,098 | | | | 570,870 | | | | 1,002,880 | |
Total operating expenses | | | 68,585,890 | | | | 66,540,717 | | | | 41,235,422 | |
| | | | | | | | | | | | |
Operating Income | | | 11,558,676 | | | | 7,432,005 | | | | -9,012,510 | |
| | | | | | | | | | | | |
Other Expense | | | | | | | | | | | | |
Interest income | | | 13,869 | | | | | | | | 435 | |
Other expense, net | | | -79,296 | | | | -545,066 | | | | 3,210,769 | |
Total other expense | | | -65,427 | | | | -545,066 | | | | 3,211,204 | |
| | | | | | | | | | | | |
Income before provision for income taxes | | | 11,493,249 | | | | 6,886,939 | | | | -5,801,305 | |
Provision for income taxes | | | 2,532,550 | | | | 1,759,118 | | | | 367,012 | |
Net income | | | 8,960,699 | | | | 5,127,821 | | | | -6,168,318 | |
Timios Holdings Corp.
Consolidated Financial Information as of and for the Years
Ended December 31, 2022, 2021 and 2020
Balance Sheet
(Unaudited)
| | December 31, 2020 | | | December 31, 2021 | | | December 31, 2022 | |
ASSETS | | | | | | | | | | | | |
Current Assets | | | | | | | | | | | | |
Cash and cash equivalents | | $ | 7,196,722 | | | $ | 8,805,814 | | | $ | 2,684,806 | |
Accounts receivable, trade and non-trade, net | | | 157,753 | | | | 149,157 | | | | 3,018,396 | |
Notes receivable | | | 0 | | | | | | | | 0 | |
Prepaid expenses and other current assets | | | 604,568 | | | | 730,537 | | | | 916,119 | |
Total Current Assets | | | 7,959,043 | | | | 9,685,508 | | | | 6,619,321 | |
| | | | | | | | | | | | |
Noncurrent Assets | | | | | | | | | | | | |
Property and equipment, net | | | 427,665 | | | | 726,562 | | | | 326,764 | |
Deposits | | | 98,382 | | | | 114,155 | | | | 107,816 | |
Notes receivable Non Current | | | 56,288 | | | | 66,207 | | | | 60,440 | |
Intangible assets, net | | | 392,476 | | | | 1,962,800 | | | | 1,148,181 | |
Deferred tax asset | | | 395,859 | | | | 71,036 | | | | 171,655 | |
| | | | | | | | | | | 0 | |
Long Term Investment | | | | | | | | | | | 2,783,975 | |
Right of use asset | | | | | | | 2,137,297 | | | | 1,330,720 | |
Title plant | | | 127,742 | | | | 127,742 | | | | 127,742 | |
Goodwill | | | 1,839,832 | | | | 1,839,832 | | | | 1,885,354 | |
| | | | | | | | | | | | |
Total assets | | $ | 11,297,287 | | | $ | 16,731,139 | | | $ | 14,561,969 | |
| | | | | | | | | | | | |
LIABILITIES AND STOCKHOLDERS' EQUITY | | | | | | | | | | | | |
Current Liabilities | | | | | | | | | | | | |
Accounts payable | | | 2,415,656 | | | | 1,787,746 | | | | 2,458,046 | |
Accrued expenses | | | 3,068,868 | | | | 1,542,158 | | | | 658,290 | |
Notes payable | | | | | | | | | | | 1,455,457 | |
Notes Payable Affiliated Party | | | | | | | | | | | 2,933,716 | |
Income taxes payable | | | 10,814 | | | | 326,714 | | | | 901,291 | |
Operating lease liability, current | | | | | | | 669,751 | | | | 629,826 | |
Total Current Liabilities | | | 5,495,338 | | | | 4,326,369 | | | | 9,036,626 | |
| | | | | | | | | | | | |
Operating lease liability, net of current portion | | | | | | | 1,475,000 | | | | 926,157 | |
Total Liabilities | | | 5,495,338 | | | | 5,801,369 | | | | 9,962,783 | |
| | | | | | | | | | | | |
Stockholders' Equity | | | | | | | | | | | | |
Preferred stock, $0.00001 par value, 5,000,000 shares authorized, no shares issued | | | | | | | | | | | | |
Common stock, $0.0000081 par value, 10,000,000 shares authorized, 9,543,157 issued | | | 81 | | | | 81 | | | | 81 | |
| | | - | | | | - | | | | 0 | |
Additional paid-in capital | | | 76,565,337 | | | | 76,565,337 | | | | 76,562,787 | |
Accumulated deficit | | | (70,763,469 | ) | | | (65,635,648 | ) | | | (71,963,682 | ) |
Total Stockholders' Equity | | | 5,801,949 | | | | 10,929,770 | | | | 4,599,186 | |
Total Liabilities and Stockholders' Equity | | $ | 11,297,287 | | | $ | 16,731,139 | | | $ | 14,561,969 | |
Note 1: The above consolidated financial information of Timios Holding Corp. and subsidiaries has been prepared for purposes of the preparation of the consolidated financial statements of Ideanomics, Inc. It omits all disclosures required by generally accepted accounting principles in the United States of America.
Timios Holdings Corp.
Consolidated Financial Information as of and for the Years
Ended December 31, 2022, 2021 and 2020
Statement of Cash Flows
(Unaudited)
| | Year Ended December 31, 2020 | | | Year Ended December 31, 2021 | | | Year Ended December 31, 2022 | |
CASH FLOWS FROM OPERATING ACTIVITIES | | | | | | | | | | | | |
Net income | | | 8,960,699 | | | | 5,127,821 | | | | -6,168,318 | |
Adjustments to reconcile net income to net | | | | | | | | | | | | |
cash provided by operating activities: | | | | | | | | | | | | |
Depreciation | | | 79,496 | | | | 188,954 | | | | 425,054 | |
Loss on disposal of property and equipment | | | | | | | 6,051 | | | | 99,009 | |
Loss on disposal of right of use assets | | | | | | | | | | | 301,975 | |
Loss from equity method investment | | | | | | | | | | | 291,952 | |
Amortization | | | 178,602 | | | | 381,916 | | | | 814,619 | |
Deferred taxes | | | -31,817 | | | | 324,823 | | | | 2,200,501 | |
| | | | | | | | | | | | |
Changes in assets and liabilities: | | | | | | | | | | | | |
Accounts receivable | | | 462,871 | | | | 17,165 | | | | -2,869,239 | |
Notes receivable | | | | | | | -27,057 | | | | 5,767 | |
Deposits | | | | | | | -15,773 | | | | 6,339 | |
Prepaid expenses and other current assets | | | -23,128 | | | | -125,969 | | | | -185,582 | |
Right of use asset | | | | | | | -2,137,297 | | | | 504,601 | |
Accounts payable | | | 843,898 | | | | -627,910 | | | | -383,826 | |
Accrued expenses | | | 1,510,677 | | | | -1,526,710 | | | | -1,391,836 | |
Income taxes payable | | | -700,758 | | | | 315,900 | | | | -326,714 | |
Operating lease liability | | | | | | | 2,144,751 | | | | -588,768 | |
NET CASH PROVIDED BY OPERATING ACTIVITIES | | | 11,280,540 | | | | 4,046,665 | | | | -7,264,467 | |
| | | | | | | | | | | | |
CASH FLOWS FROM INVESTING ACTIVITIES: | | | | | | | | | | | | |
Purchase of property and equipment | | | -398,536 | | | | -911,624 | | | | -124,266 | |
Purchase of equity method investment | | | | | | | | | | | -3,075,927 | |
Purchase of Subsidiary | | | | | | | | | | | -45,522 | |
Purchase of intangible assets - software | | | -367,530 | | | | -1,534,518 | | | | | |
NET CASH USED IN INVESTING ACTIVITIES | | | -766,066 | | | | -2,446,142 | | | | -3,245,715 | |
| | | | | | | | | | | | |
CASH FLOWS FROM FINANCING ACTIVITIES: | | | | | | | | | | | | |
Receipt of payments from notes receivable - related party | | | 1,110,000 | | | | 8,569 | | | | | |
Proceeds from line of credit | | | | | | | | | | | 1,800,000 | |
Repayments of line of credit | | | | | | | | | | | -800,000 | |
Proceeds from long-term debt | | | | | | | | | | | 700,783 | |
Repayment of long-term debt | | | | | | | | | | | -245,326 | |
Receipt of payments from notes receivable - other | | | 27,406 | | | | | | | | | |
Proceeds from related party | | | | | | | | | | | 2,933,716 | |
Dividends paid | | | -10,974,631 | | | | | | | | 0 | |
NET CASH PROVIDED BY FINANCING ACTIVITIES | | | -9,837,225 | | | | 8,569 | | | | 4,389,173 | |
| | | | | | | | | | | | |
Proceeds | | | | | | | | | | | | |
NET INCREASE IN CASH AND CASH EQUIVALENTS | | | 677,249 | | | | 1,609,092 | | | | -6,121,009 | |
| | | | | | | | | | | | |
CASH AND CASH EQUIVALENTS, BEGINNING OF THE YEAR | | | 6,519,473 | | | | 7,196,722 | | | | 8,805,814 | |
| | | | | | | | | | | | |
CASH AND CASH EQUIVALENTS, END OF THE YEAR | | | 7,196,722 | | | | 8,805,814 | | | | 2,684,805 | |
Note 1: The above consolidated financial information of Timios Holding Corp. and subsidiaries has been prepared for purposes of the preparation of the consolidated financial statements of Ideanomics, Inc. It omits all disclosures required by generally accepted accounting principles in the United States of America.
Timios Holdings Corp.
Consolidated Financial Information as of and for the Years
Ended December 31, 2022, 2021 and 2020
Statement of Stockholders’ Equity
(Unaudited)
| | Common Stock | | | Treasury Stock | | | Additional | | | Accumulated | | | | |
| | Shares | | | Value | | | Shares | | | Value | | | Paid-in Capital | | | Deficit | | | Total | |
Balance at January 1, 2020 | | | 9,568,157 | | | $ | 81 | | | $ | 25,000 | | | $ | (50,000 | ) | | $ | 76,615,337 | | | $ | (68,749,537 | ) | | $ | 7,815,881 | |
Retirement of treasury stock | | | (25,000 | ) | | | - | | | | (25,000 | ) | | | 50,000 | | | | (50,000 | ) | | | - | | | | - | |
Dividends declared and paid | | | - | | | | - | | | | - | | | | - | | | | - | | | | (10,974,631 | ) | | | (10,974,631 | ) |
Net income | | | - | | | | - | | | | - | | | | - | | | | - | | | | 8,960,699 | | | | 8,960,699 | |
Balance at December 31, 2020 | | | 9,543,157 | | | $ | 81 | | | $ | - | | | $ | - | | | $ | 76,565,337 | | | $ | (70,763,469 | ) | | $ | 5,801,949 | |
| | Common Stock | | | Treasury Stock | | | Additional | | | Accumulated | | | | |
| | Shares | | | Value | | | Shares | | | Value | | | Paid-in Capital | | | Deficit | | | Total | |
Balance at January 1, 2021 | | | 9,543,157 | | | $ | 81 | | | | | | | $ | - | | | $ | 76,565,337 | | | $ | (70,763,469 | ) | | $ | 5,801,949 | |
Retirement of treasury stock | | | | | | | - | | | | | | | | | | | | - | | | | - | | | | - | |
Dividends declared and paid | | | - | | | | - | | | | - | | | | - | | | | - | | | | - | | | | - | |
Net income | | | - | | | | - | | | | - | | | | - | | | | - | | | | 5,127,821 | | | | 5,127,821 | |
Balance at December 31, 2021 | | | 9,543,157 | | | $ | 81 | | | $ | - | | | $ | - | | | $ | 76,565,337 | | | $ | (65,635,648 | ) | | $ | 10,929,770 | |
| | Common Stock | | | Treasury Stock | | | Additional | | | Accumulated | | | | |
| | Shares | | | Value | | | Shares | | | Value | | | Paid-in Capital | | | Deficit | | | Total | |
Balance at January 1, 2022 | | | 9,543,157 | | | $ | 81 | | | | | | | $ | - | | | $ | 76,565,337 | | | $ | (65,635,648 | ) | | $ | 10,929,770 | |
Retirement of treasury stock | | | | | | | - | | | | | | | | | | | | - | | | | - | | | | - | |
Dividends declared and paid | | | - | | | | - | | | | - | | | | - | | | | - | | | | - | | | | - | |
Net income | | | - | | | | - | | | | - | | | | - | | | | - | | | | (6,168,318 | ) | | $ | (6,168,318 | ) |
Balance at December 31, 2022 | | | 9,543,157 | | | $ | 81 | | | $ | - | | | $ | - | | | $ | 76,565,337 | | | $ | (71,803,966 | ) | | $ | 4,761,452 | |
Note 1: The above consolidated financial information of Timios Holding Corp. and subsidiaries has been prepared for purposes of the preparation of the consolidated financial statements of Ideanomics, Inc. It omits all disclosures required by generally accepted accounting principles in the United States of America.